Oak Hill Advisors (XPRO) makes in-kind distribution of Expro shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
EXPRO GROUP HOLDINGS N.V. large shareholder Oak Hill Advisors LP reported an internal restructuring of its indirect stake. Certain private investment funds it manages made a pro-rata in-kind distribution of 377,171 shares of common stock to their partners for no consideration. Following this transaction, Oak Hill Advisory Entities are shown as indirectly holding 11,331,342 shares of Expro common stock, with Oak Hill Advisors disclosing that it acts as investment adviser and disclaiming beneficial ownership beyond any pecuniary interest. The filing also notes that restricted stock units previously granted to director Eitan Arbeter are held for the benefit of Oak Hill Advisory Entities under Oak Hill policies.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
OAK HILL ADVISORS LP
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Common Stock, (euro) 0.06 nominal value per share | 377,171 | $0.00 | -- |
| holding | Common Stock, (euro) 0.06 nominal value per share | -- | -- | -- |
Holdings After Transaction:
Common Stock, (euro) 0.06 nominal value per share — 11,331,342 shares (Indirect, See footnotes)
Footnotes (1)
- This transaction represents a pro-rata in-kind distribution by certain private investment funds managed by Oak Hill Advisors, L.P. ("OHA", or the "Reporting Person") to their partners for no consideration. OHA acts (directly or through an affiliate) as investment adviser to certain funds and client accounts (together, the "Oak Hill Advisory Entities"), with respect to the shares of Common Stock (euro) 0.06 nominal value per share ("Common Stock") directly held by the Oak Hill Advisory Entities. OHA is a subsidiary business of T. Rowe Price Associates, Inc. ("TRP"). OHA's beneficial ownership does not include any shares that may be beneficially owned by TRP. OHA disclaims beneficial ownership of the shares of Common Stock held by the Oak Hill Advisory Entities beyond its respective pecuniary interest therein, if any, for purposes of Section 16 under the Securities Exchange Act of 1934, as amended. Reflects securities held by the Oak Hill Advisory Entities. As disclosed in the Form 4 filed with the Securities and Exchange Commission on June 3, 2026 by Mr. Eitan Arbeter ("Mr. Arbeter"), an employee of OHA and member of the board of directors of the Issuer, Mr. Arbeter received 8,907 restricted stock units ("RSUs"). Also as disclosed in the Form 4s previously filed by Mr. Arbeter, Mr. Arbeter has received an additional 55,293 RSUs which have vested. Pursuant to the policies of OHA, all RSUs received by Mr. Arbeter are held for the benefit of certain Oak Hill Advisory Entities.
Key Figures
In-kind distribution: 377,171 shares
Shares held after transaction: 11,331,342 shares
RSUs granted to Arbeter: 64,200 RSUs
+1 more
4 metrics
In-kind distribution
377,171 shares
Pro-rata in-kind distribution to fund partners for no consideration
Shares held after transaction
11,331,342 shares
Indirect holdings by Oak Hill Advisory Entities following restructuring
RSUs granted to Arbeter
64,200 RSUs
Total RSUs received by director Eitan Arbeter held for Oak Hill Advisory Entities
Holding entry
64,200 shares
Separate holding line reflecting securities held by Oak Hill Advisory Entities
Key Terms
pro-rata in-kind distribution, beneficial ownership, Section 16, restricted stock units, +1 more
5 terms
pro-rata in-kind distribution financial
"This transaction represents a pro-rata in-kind distribution by certain private investment funds"
beneficial ownership financial
"OHA's beneficial ownership does not include any shares that may be beneficially owned by TRP"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"for purposes of Section 16 under the Securities Exchange Act of 1934, as amended"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
restricted stock units financial
"Mr. Arbeter received 8,907 restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
pecuniary interest financial
"disclaims beneficial ownership of the shares of Common Stock beyond its respective pecuniary interest"
FAQ
What did Oak Hill Advisors report in this Expro (XPRO) Form 4?
Oak Hill Advisors reported an internal restructuring of its Expro stake. Its managed funds made a pro-rata in-kind distribution of 377,171 common shares to partners for no consideration, reflecting a non-market, entity-level ownership reallocation rather than an open-market purchase or sale.
Was the Oak Hill Advisors Expro (XPRO) transaction a market sale or purchase?
No, the transaction was a pro-rata in-kind distribution by private investment funds to their partners for no consideration. It represents an internal reallocation of existing holdings, not an open-market sale or purchase of Expro common stock by Oak Hill Advisors or its affiliates.
How is Oak Hill Advisors’ beneficial ownership in Expro (XPRO) described?
Oak Hill Advisors is described as investment adviser to certain funds and client accounts holding Expro shares. It states its beneficial ownership does not include shares beneficially owned by T. Rowe Price and disclaims ownership beyond its pecuniary interest under Section 16 of the Exchange Act.
What is the role of Eitan Arbeter’s RSUs in the Oak Hill Advisors Expro (XPRO) filing?
The filing notes that director and OHA employee Eitan Arbeter has received 64,200 restricted stock units in total. Under Oak Hill policies, all such RSUs are held for the benefit of certain Oak Hill Advisory Entities, tying his equity awards economically to those advisory entities.